Evergold Corp. — Proxy Solicitation & Information Statement 2023

Sep 8, 2023

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2023 SPECIAL MEETING OF SHAREHOLDERS

NOTICE‐AND‐ACCESS NOTIFICATION TO SHAREHOLDERS

You are receiving this notification as Evergold Corp. (the “ Corporation ” ) has decided to use the “noticeand-access” process for delivery of meeting materials for its October 10, 2023 Special Meeting of Shareholders (the “ Meeting ”). This Notice of Meeting is prepared under the notice‐and‐access rules that came into effect on February 11, 2013 under National Instrument 54‐101 Communication with Beneficial Owners of Securities of a Reporting Issuer. Under notice and access, shareholders still receive a proxy or voting instruction form enabling them to vote at the Meeting. However, instead of a paper copy of the management information circular dated August 25, 2023 (the “ Information Circular ”), shareholders receive this notice with information on how they may access such materials electronically. The use of this alternative means of delivery is more environmentally responsible as it will help reduce paper use and will also reduce the cost of printing and mailing Meeting materials to shareholders.

MEETING DATE AND LOCATION

Date: 12:00 p.m. EDT, Tuesday, October 10, 2023 Place : 1601-110 Yonge Street, Toronto, ON, M5C 1T4

SHAREHOLDERS WILL BE ASKED TO CONSIDER AND VOTE ON THE FOLLOWING MATTERS:

Approval of the Option Agreement: to consider, and if thought advisable, to pass, with or without variation, an ordinary resolution of disinterested shareholders to approve an option agreement between the Corporation and two directors of the Corporation, which is a reviewable transaction and a related party transaction and thus requires disinterested shareholder approval as per the policies of the TSX Venture Exchange, which will result in the Corporation acquiring an option to acquire certain mineral claims in the Omineca Mining District in central British Columbia, all as more particularly described in the Information Circular.

SHAREHOLDERS ARE REMINDED TO REVIEW THE INFORMATION CIRCULAR PRIOR TO VOTING

Website Where Meeting Materials are Posted:

Materials for the Meeting may be viewed on the Corporation’s website at: https://www.evergoldcorp.ca/investors/downloads/

Materials for the Meeting may also be viewed online at: www.sedarplus.com

How to Obtain Paper Copies of the Meeting Materials:

Shareholders will not receive a paper copy of the Meeting Materials unless they request paper copies

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from the Corporation. Requests for paper copies of the Meeting Materials must be received at least five (5) business days in advance of the proxy deposit date and time, being 12:00 pm (Toronto time) on September 29, 2023 and the Corporation will mail the requested materials within three (3) business days of the request. Shareholders with questions about Notice-and Access may contact the Corporation at:

Telephone (Toll Free): 1-888- 372-2677 Email: info@evergoldcorp.ca

Requests should be received at least five (5) business days in advance of the proxy cut‐off date set out in the accompanying proxy or voting instruction form in order to receive the meeting materials in advance of the date of the Meeting.

Voting:

Voting is facilitated by the Corporation’s transfer agent, Marrelli Trust Company Limited. Registered shareholders are asked to return their proxies using one of the following methods at least one business day in advance of the proxy cut‐off date as set out in the accompanying proxy:

Internet: https://www.voteproxy.ca/ Fax: (416) 360-7812 Mail: 82 Richmond Street East, Toronto, ON M5C 1P1

Non‐registered shareholders are asked to use the voting instruction form provided by their intermediary (bank, trust company or broker) and return it as early as practicable to ensure that it is transmitted on time. It must be received by their intermediary with sufficient time for them to file a proxy by the deadline noted above.

Shareholders with questions about notice-and-access can email the Corporation at info@evergoldcorp.ca or call toll free at 1-888-372-2677.